Bank Card Agreement
Revised August 16, 2025

This Bank Card Agreement establishes the terms and conditions between you and Bank for the issuing and use of Cards and a Company Account managed by Modu. You consent to this Card Agreement and to receive all Notices under this Card Agreement electronically. Capitalized terms used in this Card Agreement have the meaning provided below in Section 4. We may update or replace this Card Agreement by posting an updated version to the Modu Website or notifying you by email. You are responsible for complying with any updated terms.
PLEASE READ THIS CARD AGREEMENT CAREFULLY AS YOUR ACCEPTANCE AND USE OF CARDS IS YOUR CONSENT TO THESE TERMS AND CONDITIONS.

1. Managing and Using Cards
1.1 Applying for, Receiving, and Activating Cards
You must complete an application and be approved for or have opened a Modu Account, and maintain it in good standing, prior to requesting Cards. Administrators may request Cards for Cardholders through your Modu Account. You are solely responsible for any actions Administrators take on your behalf and must immediately notify Modu if an Administrator has been removed. Only persons Authorized by Company may initiate Charges on issued Cards.
You authorize us to investigate the Company, Cardholders, and principals when opening or reviewing the Company Account. The Company Account may be subject to annual or more frequent review, and we may reinvestigate and reevaluate the Company Account at any time and require additional information (including additional financial information) or otherwise verify your current credit standing. You will promptly provide us all information we request. We may exchange information with business credit reporting agencies or other financial service providers the Company may use when evaluating the Company Account.
We may, in our sole discretion, refuse to issue any requested Card. We also have the right to cancel, revoke, or suspend any Card at any time without notice. We will issue renewal and replacement Cards to each Cardholder until you tell us to stop, or until we cancel, revoke, or suspend any Card or until this Agreement is terminated. Every Card issued under the Company Account remains our property, and you agree to destroy any Card and to discontinue its use upon our request.
To help the government of the Republic of Kazakhstan combat the financing of terrorism and money laundering activities, laws and regulations enforced by the Agency for Regulation and Development of the Financial Market of Kazakhstan (АРРФР / АФМ) require that Bank and other financial institutions obtain, verify, and record information identifying companies and their beneficial owners. You agree to provide the required information when opening your Modu Account and further agree to keep such information current. This information may be shared with Bank for these purposes.

1.2 Using Cards
Cardholders may only use Cards to make bona fide business purchases on behalf of the Company at merchants that accept payment over the applicable Card Network.
Cardholders may use Cards for subscriptions or other recurring Charges. The Company is responsible for any Charges resulting from subscriptions or recurring Charges, even if such Charges arise from a Cardholder’s failure to cancel the subscription or recurring Charge.
Prior to the final determination by a merchant of the amount owed pursuant to a Charge, we may place a hold on a Card and reduce the spending limit by the amount of the temporary hold until the merchant or Card Network releases the hold. For example, a hotel may authorize a $250 Charge for incidentals upon an employee’s arrival but will not submit a Charge to the Card Network until the employee’s departure once the actual costs of incidentals are known; in such a case, we would place a hold on the account and reduce the spending limit by $250.

1.3 Limitations on UseCards may not be used for any unlawful purpose; for any personal, family, household, or other non-business purpose; for cash advances or withdrawals; or for any Prohibited Activities.
We may decline to authorize or reverse Charges or suspend Cards for any reason, including violation of this section, suspected fraud, or reevaluation of the Company’s creditworthiness. We are not responsible for any losses incurred by the Company or Cardholders as a result of declined or reversed Charges.

1.4 Credit Limits
Modu determine a Company Credit Limit and may adjust this limit at any time. Debt on the Company Account may not exceed the Company Credit Limit. While the Company Credit Limit may not always be disclosed, Charges will reduce the limit, and any Charges in excess of available limits will be denied. Temporary increases in either the Company Credit Limit or the spending limit on specific Cards, where permitted, do not guarantee future adjustments.
The Company is liable for the entire Debt, including any amounts in excess of the Company Credit Limit. We may require repayment of any amounts exceeding the limit immediately upon demand. We may increase or decrease the Company Credit Limit at our sole discretion and without prior notice to the Company or any Cardholder.

1.5 Receipts, Reporting Errors, and Disputing Charges
Merchants are required by the Card Network to provide a receipt for each Charge. Cardholders should retain these receipts as evidence for any potential Disputed Charges.
If you believe a Charge was made in error or was unauthorized, or if you believe the Periodic Statement contains any errors, you must notify us in writing at support@modu.kz. You must report any Disputed Charge or error no later than 60 days after the Disputed Charge is posted to your Company Account. The Card Networks do not accept, and we will not process, any Disputed Charges reported more than 60 days after the Disputed Charge or error was posted.
Notices for Disputed Charges must include the Company name, Cardholder name, details about the Transaction, and an explanation of why you believe the Charge was made in error or was unauthorized. We will review the information you submit in a commercially reasonable manner.
By accepting this Card Agreement, you assign and transfer to us or our agents any rights and claims, excluding tort claims, that you may have against a merchant for any Disputed Charge fully or partially credited to the Company Account.

1.6 Security and Responsibility for Unauthorized ChargesYou and Cardholders are responsible for securing Cards, account numbers, and Card security features (including the CVV and PIN). The Company is responsible for Charges, fees, and penalties resulting from Cardholders’ failure to exercise reasonable care in safeguarding Cards from loss or theft, or failure to promptly report loss or theft, and for all other Transactions made using Cards issued to the Company or its Cardholders.

1.7 Suspending or Closing your AccountWe may close or suspend a Company Account or any Card, or refuse to authorize any Charge, in our sole discretion and without prior notice. We may condition the reactivation of suspended Cards or the Company Account upon repayment of Debt, the deposit of a reserve amount as determined by the Bank in its sole discretion, or the provision of information the Bank reasonably believes is necessary to comply with applicable Kazakhstani legal or regulatory requirements.
You may close the Company Account at any time by providing Notice to support@modu.kz or through your Modu Account.
You must pay all amounts owed under this Card Agreement and the Modu Platform Agreement, as applicable, prior to closure of the Company Account by either the Bank or you.

2. Fees, Payment, and Penalties
2.1 Fees and PenaltiesAssociated fees and penalties will be disclosed to you on the Modu Website before you open the Company Account and may be adjusted from time to time by providing Notice at least 30 days in advance. Fees and penalties may include periodic fees, foreign transaction fees, penalties for misuse, and penalties for late or failed payments. You may also incur fees for Card issuance or replacement, or maintenance of the Company Account. All such fees or penalties are in addition to amounts owed for Charges on the Company Account.

2.2 Foreign Transactions
The Bank will convert Charges you make in a currency other than Kazakhstani Tenge (KZT) into KZT, or into United States Dollars (USD) if applicable. The Bank will select exchange rates from a range of available rates on the date the Charges are cleared over the Card Network; therefore, the exchange rate applied to the Charge may differ from the rate available at the time of the Transaction.

2.3 Promise to Pay; Entire Balance Due
You promise to pay the Debt as and when payment is due in accordance with the terms of this Card Agreement and the Modu Platform Agreement. This includes all Charges made by Cardholders, persons authorized to act on behalf of the Company or a Cardholder, or persons given access to Cards by Cardholders, regardless of whether the Card was physically presented.
You must pay all Debt, no matter how or for what it is incurred (even if incurred for a purpose not permitted under this Agreement), or by whom it was incurred. You further agree to pay all fees and penalties incurred through use of Cards for such Charges.
We may declare the entire Debt immediately due and payable if any of the following occur:
(a) failure to pay the full amount due on a Periodic Statement by its due date;
(b) breach of this Card Agreement;
(c) provision of false or misleading information, or failure to maintain information as current while this Agreement is in effect;
(d) default under any other agreement with us or with Modu;
(e) you cease or we reasonably believe you may cease to exist, take any action to dissolve or wind up your affairs, engage in voluntary or involuntary bankruptcy filings (including those under Kazakhstani law), a receiver or trustee for the benefit of creditors is appointed for you, or you or we close the Company Account.

2.4 Periodic Statements and Payment
All Charges, fees, and penalties incurred on the Company Account will be reflected in your Periodic Statement and made available to you through your Modu Account. You will pay all amounts in the Periodic Statement as directed through your Modu Account or as otherwise directed by Bank. You will pay all amounts owed in the currency specified in your Modu Account.

2.5 Default
A Company Account may be considered in default where you breach this Card Agreement, do not pay amounts owed when due, or file for dissolution, liquidation, or bankruptcy; where you open or maintain the Company Account using inaccurate or false information; or where you pose an unacceptable regulatory, financial, or reputational risk to us or third parties.
If we determine that the Company Account is in default, the Company Credit Limit may be reduced, Charges may not be authorized, new Cards may not be issued, and we may declare all amounts immediately due even before the end of the statement period.

2.6 Failure to Pay and Collections
You will pay all reasonable costs, including legal fees, that Bank may incur while collecting amounts owed by Company under this Card Agreement. For the purposes of collections of amounts owed, Modu is a third-party beneficiary authorized to pursue collections of all amounts you may owe under this Card Agreement. You agree to pay all costs and disbursements, including reasonable attorney fees, incurred by us to collect the Debt or to enforce your obligations under this Agreement.

2.7 Security Interest and Setoff
To secure the Debt, you hereby grant us a security interest in and a right of setoff against all amounts and property of yours now or hereafter in possession of or on deposit with us, whether held in general or special account or deposit or for safekeeping or otherwise. The foregoing is subject to any limitations imposed by applicable laws of the Republic of Kazakhstan and is in addition to other remedies available to us. Every such security interest and right of setoff may be exercised without demand upon or notice to you. No security interest or right of setoff will be deemed to have been waived by any act or conduct on our part, or any failure to enforce such security interest or to exercise such right of setoff, or by any delay in doing so. Every security interest and right of setoff will continue in full force and effect until specifically waived or released in writing by us.
If you have other loans from us, or if you take out other loans with us in the future, collateral securing those loans will also secure your obligations under this Agreement, unless we otherwise agree in writing. However, unless you expressly agree otherwise, your household goods and primary residence will not secure your obligations under this Agreement even if we have or later acquire a security interest in such property.
3. Additional Terms
3.1 Notices and Communications
You consent to accept Notices electronically and understand that such acceptance has the same legal effect as a physical signature. We may send Notices to your Modu Account or to the Cardholder email addresses or phone numbers maintained in your Modu Account. You agree to keep all contact information in your Modu Account current.
Notices are considered received 24 hours after delivery to you. To properly receive electronic Notices, you must keep all software on devices up-to-date (including a modern browser and relevant updates). You are responsible for any costs charged by internet or mobile service providers for sending or receiving these Notices.
You understand that acceptance of electronic Notices is required under this Card Agreement and that you may only withdraw this consent by closing the Company Account.

3.2 Limitations of Bank’s Liability
The Bank is not liable to Company for consequential, indirect, special, punitive, putative, or exemplary damages, lost profits, or lost revenues; whether or not the Bank was advised of the possibility of such damages, and regardless of the legal theory on which the claim for damages is based.

3.3 Representations, Warranties, and Covenants
You represent, warrant, and covenant that:
(a) Company is duly organized, validly existing, and in good standing under the laws of its jurisdiction of incorporation or registration, is duly qualified to conduct its business in each jurisdiction where it operates, and has full power and authority to carry on its business as presently conducted;
(b) you have full power, capacity, and authority to enter into and perform all obligations under this Card Agreement;
(c) entering into and performing all obligations under this Card Agreement are not inconsistent with any of the Company’s governing documents, and do not and will not contravene any provision of or constitute a default under any contract or other instrument binding the Company;
(d) all information that you have provided and will provide at any time in the future to us is and will be accurate, and upon request, an appropriate officer of the Company will certify the accuracy of such information; and
(e) at our request, you will deliver in a form acceptable to us any legal documents, financial statements, or other information we may reasonably require to verify the representations and warranties contained in this paragraph.
You agree to notify us promptly of any significant change in your business or operations that has or may have a material adverse effect on your ability to perform your obligations under this Agreement.

3.4 Governing Law
This Card Agreement is entered into and the Company Account is held in the Republic of Kazakhstan. The laws of the Republic of Kazakhstan govern this Card Agreement, the Company Account, and your use of Cards, and apply without respect to internal principles of conflicts of laws. However, when mandatory rules of international treaties ratified by Kazakhstan apply, such rules will prevail. If any part of this Agreement is found unenforceable, the remaining provisions will continue in full force and effect.

3.5 Jurisdiction, Waiver of Jury Trial
You agree not to raise objections to jurisdiction or venue on grounds of residence outside the Republic of Kazakhstan. You authorize us to bring any action to enforce your obligations under this Agreement in the competent courts of the Republic of Kazakhstan, and we may select the venue in our sole discretion. To the extent permitted by applicable law, you knowingly and voluntarily waive any right to trial by jury in connection with any dispute, whether in contract, tort, or otherwise, arising out of or relating to this Agreement or the Account.

3.6 Changes to this Card Agreement
We may change any of the terms of this Card Agreement at any time by providing Notice at least 7 calendar days prior to the effective date of such changes; provided, however, that changes to fees will be communicated at least 30 days prior to the effective date. If you use your Card after the effective date, you will be considered to have accepted the new terms even if you have provided Notice of objection. At our option, we may also apply any such change if you elect to use your Account after the effective date of the amendment. Changes may apply to all outstanding Debt and to any future transactions on the Company Account.

3.7 No Waiver of Bank Rights
Any waiver, modification, or indulgence provided to Company, of any kind or at any time, applies only to the specific instance involved. It is not a general waiver or a waiver, modification, or indulgence for any other or future acts, events, or conditions under this Card Agreement. Any delay by the Bank in enforcing its rights does not forfeit or limit such rights.

3.8 Assignment
We may transfer, sell, or assign the Company Account, this Card Agreement, or any rights or obligations under this Card Agreement without providing you Notice. You may not transfer, sell, or assign the Company Account, Cards, or this Card Agreement, or any obligations under this Card Agreement, to another person or entity without our prior written consent.

3.9 Entire Agreement
This Card Agreement constitutes the entire understanding between you and the Bank regarding the issuance and use of Cards. No other agreements, representations, or warranties, other than those provided in this Card Agreement, are binding unless made in writing and signed by the Bank.

4. DefinitionsThe capitalized words in this Card Agreement are defined as follows:
Administrator means the person specified by the Company to manage Cards issued to the Company and authorized to act on the Company’s behalf.
Balance means all amounts charged to the Company Account at any time, including Charges, fees, attorneys’ fees or collection costs, and any other fees or Charges that we are permitted to add to the Company Account under this Agreement or otherwise.
Modu means Modu Technologies Ltd.;
Modu Platform Agreement means the agreement executed between you and Modu for the use of Modu Services available on the Modu Website;
Modu Services means expense management, corporate card management, reporting, financing, and other services provided by Modu;
Modu Account means your account with Modu for use of the Modu Services;
Modu Website means the Modu website located at https://www.modu.kz
Card means a physical or virtual corporate payment card with a unique sixteen (16) digit number issued to a Cardholder under the Company Account.
Card Agreement means this Bank RBK Card Agreement as modified or any subsequent agreements governing your use of Cards issued by the Bank.
Cardholder means the employee or other person to whom Cards are issued and who is authorized to transact on Company’s behalf.
Card Network means the payments card network operated by Mastercard (or any other network we may designate).
Charge means the payment for a Transaction using a Card over the Card Network.
Chargeback means the reversal of a Charge arising from a Disputed Charge.
Company and you means the company holding a Modu Account that has or is applying to have Cards issued to Cardholders.
Company Account means the account and records, including the Company Credit Limit, maintained by the Bank for the Company and its Cardholders.
Company Credit Limit means the spending limit that is established for all Cards issued to the Company.
Disputed Charge means a Charge that you report as erroneous or unauthorized.
Bank, we, us, our, and ours refer to Bank RBK, a bank organized under the laws of the Republic of Kazakhstan and principal issuing member of Mastercard, acting in partnership with Modu.
Notices means any notices and communications under this Card Agreement, whether sent physically or electronically.
Periodic Statement means a periodic report detailing Charges and amounts owed or credited to the Company Account during each billing cycle.
Prohibited Activity means any activities included on the Modu Prohibited Activity List.
Transaction means the agreement between the Company or Cardholder and a merchant for the exchange of goods or services.
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